You are British, you own or are about to buy a house in France with your spouse, your children or your brother, and someone — an estate agent, a well-meaning neighbour by the pool, sometimes even a professional — has told you that a SCI is the answer. The letters stand for société civile immobilière, a non-trading French property company whose only business is to own and manage buildings. For decades, British families have used it to hold French holiday homes: instead of owning bricks, each family member owns shares (parts sociales) in the company that owns the bricks. On paper the advantages look obvious. Shares are easier to split between children than a farmhouse in the Dordogne. Shares can be passed on gradually. And the company survives when a co-owner dies, whereas direct joint ownership can freeze. After Brexit, the question has become sharper, not simpler. You are now a third-country national owning French property through a French vehicle, dealing with French income tax, French capital gains tax, French forced heirship rules and, in the worst cases, a family quarrel that locks the whole arrangement. This guide answers the three questions British families actually ask: should you put your French home in a SCI and how do you set it up without building tomorrow’s lawsuit, how is the SCI taxed while you hold the house and when you sell, and how do you sell your shares, withdraw or dissolve the company when a co-owner refuses or the family falls out — including which court to go to and what to challenge.
I. Should a British family put its French home in a SCI and how do you set one up properly?
A. What does a SCI change compared with owning the house directly or in joint ownership?
When a British couple buys a French house directly, each spouse typically owns an undivided share of the building itself. When several relatives buy together without a company, they fall into indivision, the French regime of joint ownership in which every co-owner (indivisaire) owns a fraction of each stone of the house and must agree with the others on most important decisions. The Civil Code expressly allows co-owners in this position to organise themselves by agreement: “Ceux qui ont des droits à exercer sur des biens indivis, à titre de propriétaires, de nus-propriétaires ou d’usufruitiers peuvent passer des conventions relatives à l’exercice de ces droits.” (Civil Code, art. 1873-1). In practice, however, indivision is fragile for a British family spread between two countries. Any co-owner can force a sale to exit the arrangement, one absent brother can paralyse insurance or repair decisions, and when a co-owner dies their undivided share passes into their estate and freezes until the succession is settled. A convention d’indivision (joint-ownership agreement) softens these edges but it is a contract, and contracts end.
A SCI replaces this direct co-ownership with company ownership. The Civil Code provides that “Les dispositions du présent chapitre sont applicables à toutes les sociétés civiles, à moins qu’il n’y soit dérogé par le statut légal particulier auquel certaines d’entre elles sont assujetties.” (Civil Code, art. 1845). The SCI is one of those civil companies (sociétés civiles): it is registered, it has its own legal personality (personnalité morale) distinct from its members, and it is the company — not you — that owns the house. You own shares. That single shift changes four things that matter to a British family. First, management is centralised: “La société est gérée par une ou plusieurs personnes, associées ou non, nommées soit par les statuts, soit par un acte distinct, soit par une décision des associés.” (Civil Code, art. 1846). The manager (gérant) runs the company day to day, pays the taxe foncière (the French local property tax) and the insurance, and represents the SCI to the bank, while the important decisions are taken collectively. Second, nobody can force the sale of the house itself to exit: an unhappy member sells or redeems shares, the house stays put. Third, control of who comes in is contractual: “Les parts sociales ne peuvent être cédées qu’avec l’agrément de tous les associés.” (Civil Code, art. 1861). In plain terms, no stranger — no new spouse, no creditor, no buyer found by your brother — becomes a co-owner of your holiday home without the approval (agrément) mechanism in the articles (statuts) being satisfied. Fourth, transmission becomes divisible: you can give one child 30 per cent of the shares, keep the rest, stagger gifts over years, and keep the house itself intact.
None of this makes the SCI compulsory or always wise. A British couple buying alone, with no children from an earlier relationship and no letting plans, often gains little from a SCI and pays formation and accounting costs for nothing. The SCI earns its keep in familiar British situations: a house shared between siblings after a parent’s death, a second marriage where each spouse has children from a first marriage, a purchase funded unequally where one child paid half and the other paid nothing, unmarried partners who want something more stable than bare indivision, or a family that lets the house furnished for part of the year and needs a clean vehicle for the income. Since Brexit, two extra motives appear. Some British owners want the SCI to organise decision-making when the family is rarely in France at the same time. Others hope — wrongly, as this guide will show — that the company shields them from French forced heirship (réserve héréditaire, the share of the estate the law reserves to certain heirs). The Civil Code defines it plainly: “La réserve héréditaire est la part des biens et droits successoraux dont la loi assure la dévolution libre de charges à certains héritiers dits réservataires, s’ils sont appelés à la succession et s’ils l’acceptent.” (Civil Code, art. 912). Putting the house in a SCI does not remove the shares from your estate; your children can still claim their reserved share against the value of your shares. What the SCI can do, combined with a will choosing English law under the EU Succession Regulation — the approach explained in our guide to British wills for French houses and the choice of English law — is organise the transmission so that the surviving spouse keeps the use of the house while the children’s reserved rights attach to share values rather than to bricks. That is housekeeping, not magic, and any adviser who promises that a SCI defeats the réserve is selling you a lawsuit.
One Brexit-specific warning belongs here. British buyers sometimes arrive with an English-law mindset — trusts, joint tenancy with survivorship, tenancy in common — and assume the SCI works the same way. It does not. France does not recognise the English trust as such, a SCI has no survivorship mechanism, and the gérant has only the powers the statuts and the members give them. The SCI is a French creature governed by French company law, French tax law and, for your shares, French succession law as shaped by any valid choice of English law in your will. Set it up under French rules, with French paperwork, in French, and it serves you well. Set it up as an English arrangement in disguise and the first crisis — a death, a divorce, a refusal to sign — will expose every shortcut.
B. How do you create the family SCI without building tomorrow’s dispute?
Formation (constitution) follows a fixed sequence, and each step is where later disputes are born. First, the articles (statuts). This private deed, signed by all founding members, states the company name, the registered office (siège social, often the French house itself or the Paris address of the family member who handles post), the company object (objet social), the capital, the contributions (apports) of each member, the number of shares allocated, the appointment and powers of the gérant, the majority rules, the approval (agrément) clause for share transfers, and the rules for withdrawal and dissolution. Most family SCIs are drafted in a hurry from a template, and the object clause is where the hurry shows. A recent decision of the Court of Cassation (Cour de cassation, France’s supreme court for civil matters) shows why precision matters: “lorsque les statuts d’une SCI n’indiquent pas dans l’objet social la faculté de mettre un immeuble dont elle est propriétaire à la disposition gratuite des associés, cette mise à disposition ne peut être décidée par le gérant seul et doit être autorisée par l’assemblée générale des associés, statuant dans les conditions prévues pour la modification des statuts.” In that case, decided by the Third Civil Chamber on 2 May 2024 (appeal no. 22-24.503, Cour de cassation, 3rd civil chamber, 2 May 2024, no. 22-24.503), a separated partner occupying the SCI’s upper floors free of charge under a loan arrangement granted by himself as manager saw the arrangement struck down because the articles said nothing about free use. For a British family whose whole plan is that mum and dad live in the house rent-free while the children hold the bare shares, the lesson is brutal and simple: write the free occupation (mise à disposition gratuite), who benefits, on what floors, for how long and for what contribution to costs, into the articles from day one, failing which a later majority can challenge the occupant’s right to stay.
Second, contributions and money. Each member contributes cash (apport en numéraire) or, more rarely, the house itself (apport en nature), and receives shares in proportion. British families usually contribute unequal cash sums — one sibling puts in 200,000 euros, the other 50,000 — and expect the shares to reflect it; they do, provided the split is written down. Money lent to the company on top of capital sits in a shareholder loan account (compte courant d’associé), repayable under the conditions agreed, and quarrels about “the 80,000 I put in” almost always turn out to be quarrels about undocumented loan accounts. If a French bank lends to the SCI, it will invariably demand personal guarantees (cautions) from the members and often a mortgage (hypothèque) on the house; British-resident borrowers should expect the bank to ask for translated UK tax returns, proof of the deposit’s origin and, since Brexit, evidence of the right to reside where relevant. Contributions of the house itself, rather than cash used by the SCI to buy it, trigger registration duties and a capital gains assessment in the contributor’s hands — a Paris notaire (the public officer who authenticates conveyances and successions) will price this before you sign, and you should let them.
Third, the manager. The Code states the default plainly, and families should read it twice: failing a clause to the contrary, the manager is appointed by members holding more than half the shares, and managers are deemed appointed for the life of the company unless the appointment says otherwise. A British father who makes himself gérant for life with sole signature over the bank account builds absolute power that his children cannot remove without going to court. Better articles name joint managers, require two signatures above a threshold, fix a term with renewal, list the acts needing prior collective approval (borrowing, selling, granting free occupation, starting works above a sum), and provide a removal (révocation) mechanism with reasons. Fourth, the approval clause. The Code’s default — “Les parts sociales ne peuvent être cédées qu’avec l’agrément de tous les associés” — means unanimity unless the articles say otherwise. Unanimity in a family of five spread between Kent and the Lot is a veto machine. Most families soften it to a majority, allow free transfers to children or between existing members, and fix the buy-back price method in advance. The transfer plan must also be notified correctly: “Le projet de cession est notifié, avec demande d’agrément, à la société et à chacun des associés.” (Civil Code, art. 1861). A sale agreed over Sunday lunch in Surrey, never notified to the SCI, is not a sale the company has to recognise.
Fifth, registration. The signed articles are filed with the company register, a legal notice (annonce légale) is published, and the SCI is entered on the Trade and Companies Register (Registre du commerce et des sociétés) kept by the commercial court registry (greffe), which gives it legal personality. Only then can it buy the house, open a bank account and be taxed. The whole process typically takes a few weeks and a Paris notaire or company lawyer will coordinate it; families based in Paris and the Île-de-France usually form the SCI at the Paris registry with a Paris registered office, which also fixes the competent court — the Paris judicial court (tribunal judiciaire de Paris) — for later actions for withdrawal, expert valuation or dissolution. Keep every document — articles, bank statements, loan-account slips, minutes (procès-verbaux) of each meeting, even Hussar-level boring ones — in one file, in French. When the quarrel comes, and in family companies it often does, the file is the case.
II. How is the family SCI taxed and how do you leave it or survive it when members fall out?
A. Income tax, capital gains and wealth tax: do you pay tax through the SCI or inside it?
The default tax position of the family SCI surprises many British owners: the company itself usually pays no income tax, and each member is taxed personally on their slice. The Tax Code (Code général des impôts) states the attribution principle that governs the many property companies whose only business is to make premises available to their members: “les associés ou actionnaires sont personnellement soumis à l’impôt sur le revenu ou à l’impôt sur les sociétés, suivant le cas, pour la part des revenus sociaux correspondant à leurs droits dans la société” (Tax Code, art. 1655 ter). The transparency principle for partnerships that have not opted for corporation tax is stated at Tax Code, art. 8, and the practical guidance for declaring the income is published by the tax administration at impots.gouv.fr. Concretely, a SCI that lets its house unfurnished (location nue) year-round declares rental income, deducts interest, insurance, management, repairs and the taxe foncière, and each member declares their share as property income (revenus fonciers) on the French return — including British members who are French tax residents, and, for French-source rents, British members who live in the United Kingdom. A SCI whose house simply stands available to the family, with members occupying it free of charge under a clause properly written into the articles, generally has no rental income to declare; but the free occupation must be real, documented and consistent with the object clause, exactly as the Court of Cassation required in the May 2024 decision quoted above. A gérant who quietly grants themselves free use that the articles never authorised creates both a company-law challenge and a tax exposure, because the administration may treat the arrangement as a disguised distribution.
Furnished letting changes the picture and traps British families every summer. A SCI that regularly lets furnished (location meublée), takes bookings, provides linen and cleaning and behaves like a holiday business carries on a commercial activity, and commercial profits sit uneasily inside a civil company. Depending on the scale and regularity, the profits fall under industrial and commercial profits (bénéfices industriels et commerciaux) rather than property income, the VAT and business-rates position must be checked, and persistent commercial activity can push the SCI into corporation tax (impôt sur les sociétés). Families who let the Dordogne house on a platform for ten weeks a year while occupying it themselves the rest of the time should take written tax advice before the first booking, not after the first assessment, and should minute the decision to let, the tariff and the allocation of the income. The same discipline applies to expenses: the British habit of running personal costs through “the company” — flights to Bergerac, a new boiler for the pool house, school fees — is, in a SCI, either a non-deductible personal withdrawal or, worse, evidence for a later claim of mismanagement against the gérant.
On sale, the distinction that matters is what is sold: the house or the shares. If the SCI sells the house, the capital gain is computed substantially as for an individual — sale price less purchase price and qualifying costs, with taper relief (abattements pour durée de détention) running from the date the SCI bought, not from the date you joined — and each member is taxed on their slice. If instead you sell your shares to your brother or to an outsider, you are taxed on the gain on the shares, with the buyer’s stamp duty on shares and no direct relief linked to the bricks. The main-residence exemption is narrow and personal, and families misread it constantly. The Code provides that the gain provisions do not apply to buildings “Qui constituent la résidence principale du cédant au jour de la cession” (Tax Code, art. 150 U). A house owned by a SCI and occupied free of charge by a member is not, in the administration’s eyes, that member’s directly owned main residence in the same way — and a sale of shares is in any event a sale of securities, not of the residence. British sellers who assumed “it’s my main home, so no tax” have received assessments that consumed the proceeds. Before any sale, ask the notaire handling it to state in writing which exemption is claimed, on which asset, and on what date the occupation test is met. For wealth tax, the family must also remember the real-estate wealth tax (impôt sur la fortune immobilière): members include the value of their shares representing French property in their taxable base above the threshold, whether they live in France or, for French property, in the United Kingdom. Shares do not make the house disappear from the taxman’s map; they re-label it.
Two practical consequences follow for British members. First, declare everything twice where required: the SCI files its annual return, and each member declares their share in their country of residence, claiming treaty relief for tax paid in the other State rather than omitting one side. The France–United Kingdom double tax treaty allocates taxing rights but it does not organise your paperwork; the paperwork is yours. Second, keep the money trail immaculate: rents into the SCI account, expenses out of it, distributions minuted, loan-account movements slip by slip. When the tax administration sends a proposal of rectification (proposition de rectification), the families who survive with minor adjustments are the ones whose file answers every question before it is asked. Challenge an assessment you consider wrong within the time limit stated on it, with documents, not adjectives.
B. How do you sell your shares, withdraw or dissolve the SCI when a co-owner blocks everything?
Every family SCI should be drafted backwards from this question, because the exit is where the price of sloppy articles is paid. The Code offers three orderly doors before the courtroom: sell the shares with approval, withdraw with redemption, or dissolve. The first door is the contractual sale (cession de parts). The default rule is unanimity — “Les parts sociales ne peuvent être cédées qu’avec l’agrément de tous les associés” (Civil Code, art. 1861) — unless your articles set a majority or allow free transfers to children or between members. The procedure matters as much as the majority: “Le projet de cession est notifié, avec demande d’agrément, à la société et à chacun des associés.” A British member who wants out should therefore send a formal notified transfer plan (projet de cession notifié) to the company and to every member, by bailiff (commissaire de justice) or registered letter with acknowledgement, stating the buyer, the price and the number of shares, and requesting approval. If approval is refused, the articles and the Code organise the buy-back: the remaining members or the company itself must redeem the shares, and the price, failing agreement, is fixed by an independent expert. The Court of Cassation restates the valuation safety net without ambiguity: “dans tous les cas où sont prévus la cession des droits sociaux d’un associé, ou le rachat de ceux-ci par la société, la valeur de ces droits est déterminée, en cas de contestation, par un expert désigné, soit par les parties, soit à défaut d’accord entre elles, par ordonnance du président du tribunal statuant en la forme des référés et sans recours possible” (Third Civil Chamber, 6 December 2000, appeal no. 99-10.233, Cass., 3rd civ., 6 Dec. 2000, no. 99-10.233). Fixing a realistic price method in the articles — accounts-based formula, independent valuer, or reference to the house’s market value less debt — saves a year of quarrel; leaving the price blank guarantees one.
The second door is withdrawal (retrait), the member’s personal right to leave with their money. The Code provides: “Sans préjudice des droits des tiers, un associé peut se retirer totalement ou partiellement de la société, dans les conditions prévues par les statuts ou, à défaut, après autorisation donnée par une décision unanime des autres associés.” And where the family refuses unanimously, the judge can substitute: “Ce retrait peut également être autorisé pour justes motifs par une décision de justice” (Civil Code, art. 1869). Serious illness, permanent return to the United Kingdom, irreconcilable disagreement on letting policy or on essential works can constitute such legitimate grounds (justes motifs), assessed case by case. The withdrawing member is entitled to the value of their rights, fixed amicably or by the expert procedure above. One procedural trap, illustrated by a May 2023 decision, must be respected: a member who has started a withdrawal accepted by the company must see it through rather than selling the same shares to an outsider mid-process. The Court held that the member “s’était engagé dans une procédure de retrait avec rachat de ses parts, acceptée par la SCI, dont l’échec n’avait pas été constaté et qu’il lui incombait de mener à son terme”, and deduced “à bon droit, que la procédure de cession desdites parts à un tiers, initiée par M. [D] [V] en méconnaissance de la procédure de retrait en cours acceptée par la SCI, devait être annulée” (Third Civil Chamber, 25 May 2023, appeal no. 22-17.247, Cass., 3rd civ., 25 May 2023, no. 22-17.247). Choose your door — sale or withdrawal — and walk through it to the end. Running both at once gets the second annulled.
The third door is dissolution for legitimate grounds (dissolution anticipée pour justes motifs), the nuclear option. The Code lists it among the ways a company ends: “Par la dissolution anticipée prononcée par le tribunal à la demande d’un associé pour justes motifs, notamment en cas d’inexécution de ses obligations par un associé, ou de mésentente entre associés paralysant le fonctionnement de la société” (Civil Code, art. 1844-7). The courts apply this strictly, and British claimants who assume that any family quarrel dissolves the company lose. In a leading decision, the Court of Cassation approved judges who had held that “la mésentente existant entre les associés et par suite la disparition de l’affectio societatis ne pouvaient constituer un juste motif de dissolution qu’à la condition de se traduire par une paralysie du fonctionnement de la société”, adding that “les difficultés rencontrées n’étaient pas suffisamment graves pour paralyser le fonctionnement social” (Third Civil Chamber, 16 March 2011, appeal no. 10-15.459, Cass., 3rd civ., 16 March 2011, no. 10-15.459). Dislike is not enough; paralysis must be proved — blocked accounts, no meetings for years, a manager who cannot act, a house decaying because no works can be voted. Build the file accordingly: unanswered convocations, refused signatures, unpaid bills, the insurer’s warning letter. Dissolution ends with a liquidator (liquidateur), sale of the house, payment of debts and sharing of the remainder: everybody loses the house to save the money. That is why the intermediate remedies matter more in practice: summary proceedings (référé) to appoint a provisional manager or an expert, an action to annul an irregular meeting, a claim for the manager’s liability (responsabilité du gérant) where they used the house or the account for themselves. Sue for the house to be run, not for the company to die.
Where and how to challenge depends on what went wrong. Refusal of approval: demand redemption in writing, propose the expert, and failing agreement apply to the president of the judicial court (tribunal judiciaire) for appointment of the valuer. Refusal of withdrawal: apply to the court for authorisation on legitimate grounds with evidence of the deadlock and a valuation proposal. Irregular meeting or abusive free occupation: sue for annulment (action en nullité) within the applicable time limit, citing the articles and the May 2024 decision above. Manager misconduct: document, convene the members, vote removal where the articles allow, and claim repayment. Tax assessment on the SCI or on your share: reply to the proposal of rectification point by point within the stated deadline, then appeal through the administrative route. For Paris-based families, the tribunal judiciaire de Paris hears company disputes for SCIs with their registered office in Paris, with appeal to the Paris Court of Appeal (cour d’appel de Paris); time limits run from notification, not from the family row that caused them, so act on the paper date. And keep succession planning alongside: the forced-heirship shield is defined at Civil Code, art. 912, and the interaction between your shares, your English-law will and the children’s reserved rights is exactly what our companion guide on choosing English law for a French house and our analysis of matrimonial regimes for couples married in England and living in France work through in detail.
Conclusion
A SCI is neither a tax shelter nor a way to disinherit children: it is a housekeeping company that lets a British family own a French home through shares, manage it through a designated manager, control who joins through approval, and transmit it gradually — at the price of formation costs, annual accounts and tax returns, and strict respect for the articles the family wrote. Draft those articles as if the family will quarrel, because one day it may: authorise or forbid free occupation expressly, name the manager’s powers and their end, soften unanimity where it would paralyse, fix the share-price method, and write the withdrawal route. Tax the SCI transparently while it holds, check the furnished-letting position before the first booking, and never assume a sale of shares inherits the main-residence exemption that belongs to a direct sale of the home lived in. When the arrangement jams — approval refused, withdrawal blocked, manager entrenched, meetings impossible — use the doors in order: notified sale, redemption at expert value, court-authorised withdrawal, and only last dissolution for proved paralysis, each challenged before the competent court within its time limit. Built this way, the SCI does what British families actually need from it after Brexit: it keeps the French house out of the family’s quarrels, and the family’s quarrels out of the French house.